The third season of the anime series Yu-Gi-Oh! Duel Monsters, created by Kazuki Takahashi, was originally broadcast from March 12, 2002 to February 11, 2003. The English adaptation, broadcast on Kids' WB, aired from November 1, 2003 to September 4, 2004. The DVD for the season, Yu-Gi-Oh: The Complete Third Season, was released in Region 1 in 2008. It was re-released in 2014, following the Cinedigm and 4K Media Inc merger, with a two-part digital release in Region 1.

The season picks up where season two left off, with the characters taking an unexpected detour to Noah's home base. There, Yugi and the others are transported to a digital universe, created and controlled by Noah, where they are forced to duel the Big Five in order to escape with their mind in their own bodies. The second half of the season focuses on the resumption of the Battle City tournament finals, where the final four duelists, Yugi, Joey (Katsuya), Kaiba, and Marik (Malik), fight for the championship title as well as the end of the Shadow Games.

Contents

The passengers on Seto Kaiba's company blimp are awoken by turbulence caused by the blimp's loss of control. They are pulled into a fortress where Yugi Moto (Mutou), Joey Wheeler (Katsuya Jonouchi), Téa Gardner (Anzu Mazaki), Tristan Taylor (Hiroto Honda), Serenity Wheeler (Shizuka Kawai), Duke Devlin (Ryuji Otogi), Seto Kaiba, and Mokuba Kaiba are led to a virtual reality world. Kaiba's crew, along with Ishizu Ishtar (Isis Ishtar), Marik Ishtar, Odion Ishtar (Rishid Ishtar), and Mai Valentine (Kujaku), are left behind in the blimp. While in the virtual reality world, Yugi and the others meet Noah Kaiba, a pre-teenaged boy who controls the realm, and the Big Five, a group of former KaibaCorp executives that attempted to take over KaibaCorp with Pegasus J. Crawford (Maximillion Pegasus). Noah and the Big Five force the gang to duel them, with the victor awarded freedom from the realm in either their own or another person body. The task is further complicated when the gang is separated and Shizuka, Anzu and Hiroto having limited dueling experience. Noah uses this as an opportunity to confront Kaiba about his fortune and company, claiming them to be his. He uses flashbacks from the Kaiba brothers' past, as well as his own, to reveal to Kaiba and Mokuba that he is Gozaburo Kaiba legitimate son.

After the passengers escape from Noah's fortress, the blimp flies to KaibaCorp Island, where the final duels of the Battle City tournament are held. The final four duelists - Yugi, Kaiba, Joey and Marik - pair off in duels for the final duel. Each is driven by a motive: Yugi endeavors to end Marik's shadow games and revive the souls of those who suffered as a result; Joey duels in hopes of bring Mai back from the Shadow Realm; Kaiba wants to reclaim top duelist status from Yugi; Marik strives to bring the Shadow Games back to life and take control of the world. Meanwhile, Ishizu looks after Odion and Mai while trying to help Marik, who has been cast into Shadow Realm by his evil half and inhabits Téa's body, regain control of his body. Mokuba hopes to inspire a change of heart in his older brother, who has grown cold and dismissive of his past life.

Between March and October 2005, Funimation Productions released the second half of the season over five volumes of DVDs, each containing 4 - 5 episodes.[10][11][12][13][14] They later released the complete season on July 29, 2008.[15] In late 2013, Cinedigm and 4K Media Inc. reached a distribution agreement that would result in the release of every episode from the Yu-Gi-Oh! franchise on DVD and Blu-ray and to digital retailers.[16] The complete third season, titled Yu-Gi-Oh! Classic: Season 3, was released on January 14, 2014 on DVD.[17] It was also released in two volumes, like the previous seasons, on the same day both digitally and on DVD.[18][19]

On its way to the Battle City Finals, the KaibaCorp blimp is captured by a mysterious boy named Noah. Yugi, Kaiba, and the others are lured into a virtual world, where old enemies, the Big 5 (reduced to minds in programming), are waiting to exact their revenge.

Yugi faces off against Gansley, in the form of "Deepsea Warrior", but struggles with the complexities of the dueling field and the new rules. Tea faces peril from a vicious tribe of cyclopses while Kaiba and Mokuba are brought to a setting similar to their old orphanage.

Yugi's strategy is hindered by Gansley's Deck Master ability. Tristan and Duke face a mean dinosaur to save Serenity. Meanwhile, Kaiba and Mokuba confront painful visions of their miserable childhood, but within the heartache may lurk the key to Noah's true intentions...

With his life points almost gone and Gansley's strategy working perfectly, Yugi calls on his Deck Master Kuriboh to help him win the duel. In a different realm of cyberspace, Téa's kidnapped by a group of Hitotsu-Me Giants, but is later saved by a penguin.

102

5

"Freeze Play - Part 1""Duel on Ice - Anzu Targeted"(氷上の決闘 狙われた杏子)

April 16, 2002

November 15, 2003

Téa is led by a penguin to Crump, in the form of Nightmare Penguin, who challenges her to a duel. She learns immediately that dueling in the virtual realm differs starkly from her previous duels, and starts to succumb to the virtual playing field.

103

6

"Freeze Play - Part 2""Shine! Wiseman's Jewel"(輝け! 賢者の宝石)

April 23, 2002

November 22, 2003

Despite gaining a lead with Maha Vailo, Téa falls behind as Crump begins an assault on her life points, causing the ice around her to grow. With the help of her Deck Master, Dark Magician Girl, and the Yugi's Dark Magician, Téa gains enough confidence to win.

With Tristan gone and Serenity in shock, Duke attempts to defeat Nesbitt by himself. But when Orgoth the Relentless is destroyed by his Perfect Machine King, Duke tries to help Serenity regain confidence in her abilities. The two later remember Tristan's face down card, hoping it will help them win.

As Nesbitt (in Tristan's body) kidnaps Mokuba, Kaiba is forced to duel Leichter, the former assistant to his stepfather. For Leichter, the duel is personal, as he plans to take what he believes is rightfully his--KaibaCorp! Meanwhile, Tristan rejoins the group, his friends do not recognize him, since his mind has been downloaded into a mechanical monkey.

With Lector's Jinzo Deck Master destroying all of Kaiba's traps, Imperial Order destroying all his spell cards, and Lector's unreachable Satellite Cannon striking from space, Kaiba doesen't seem to stand a chance. Mokuba's unwavering faith in Kaiba keeps him believing that his brother will pull out with a victory, but Noah has plans to ruin their brotherhood.

110

13

"Noah's Secret""The Deepening Mystery - Noah Kaiba"(深まる謎 乃亜の正体)

June 11, 2002

January 10, 2004

Yugi, Kaiba, and Tea are sepearated from the others as the Big 5 (minus Nesbitt) plan to take their bodies anyway. As Noah tortures Kaiba by brainwashing Mokuba, he reveals his true identity as Gozaboro Kaiba's biological son.

111

14

"Merger of the Big Five - Part 1""Big 5's Counterattack"(ビッグ5の逆襲)

June 18, 2002

January 17, 2004

Noah gives the Big Five one last chance to redeem themselves in a five-on-two tag team duel where Yugi and Joey take on the entire Big Five, who are using Tristan's body.

112

15

"Merger of the Big Five - Part 2""Target: Jonouchi - The Teamwork Play to Victory"(狙われた城之内 勝利への連係プレー)

June 25, 2002

January 24, 2004

The Big 5 attempt various strategies of victory, with the aim of eliminating Joey first. However, their poor teamwork soon puts Yugi and Joey ahead. Leichter then calls their most powerful monster to the field, the Five Head Dragon.

113

16

"Merger of the Big Five - Part 3""Defeat it! Five-Headed Dragon"(倒せ! ファイブゴッドドラゴン)

July 2, 2002

January 31, 2004

Yugi and Joey are forced to use their strongest monsters to take down the Five Head Dragon.

Noah's Shinato's Ark puts Kaiba in a difficult position, as he scrambles to find a winning strategy.

116

19

"Brothers in Arms - Part 3""Save Mokuba! The Seventh Turn of Fate"(モクバを救え! 運命の第七ターン)

July 30, 2002

February 21, 2004

Kaiba regains control of the duel, but Noah brings a brainwashed Mokuba out to hinder his plans. After finally breaking through to Mokuba, Kaiba tries to embrace his brother before Noah, jealous over their close relationship, turns them to stone.

Enraged at Noah's cruel games, Yugi takes over for Kaiba and duels Noah with only 400 life points.

118

21

"Noah's Final Threat - Part 2""LP 10000 vs. 100!!"(LP 10000vs100!!)

August 18, 2002

March 6, 2004

Yugi's efforts to win the duel are further complicated by Noah, who turns all of his friends into stone statues, leaving Yugi feeling alone and without hope.

119

22

"So Close Yet So Far""Darkness of the Kaiba Family"(海馬家の闇)

August 20, 2002

March 20, 2004

Gozaboro Kaiba reveals himself and plans to virtualize the entire world to create a digital kingdom. With Noah's unlikely aid, Yugi and the others must escape while fending off memories from the past.

120

23

"Burying the Past - Part 1""Exodia Necross"(エクゾディア·ネクロス)

August 27, 2002

April 3, 2004

Using Mokuba's body, Noah escapes and sets the virtual world to self-destruct. But Mokuba's kindness breaks through his heart, and he tries to set the others free. Meanwhile, Kaiba duels Gozaboro, who summons a seemingly unstoppable monster--Exodia Necross.

Note: When aired in Japan, it was an hour-long special.

121

24

"Burying the Past - Part 2""Escape!!"(脱出!!)

August 27, 2002

April 17, 2004

Yami Marik destroys the computers in the control room, disabling the controls for the self-destruct mechanism, which turns the situation desperate. Meanwhile, Kaiba defeats Gozoboro Kaiba, and he and Yugi rush to the exit before the virtual world explodes. Noah erases Gozoboro's files and releases his mind, and finally makes peace with his family, and prepares for the destruction of the virtual world.

Note: When aired in Japan, it was an hour-long special.

122

25

"Back to Battle City - Part 1""The Place of the Finals - Alcatraz"(決戦の地 アルカトラズ)

August 27, 2002

May 1, 2004

Yugi and the others arrive at KaibaCorp Island and The Battle City Finals resume. To decide who will duel whom, the four duelists--Yugi, Joey, Kaiba, and Marik-- face each other in a four-way duel in the duel tower

123

26

"Back to Battle City - Part 2""Battle Royale!"(バトルロイヤル!)

September 3, 2002

May 8, 2004

The four-way duel continues with Joey determined to duel Marik in order to save Mai while Marik and Kaiba both intend to face Yugi. Meanwhile, Ishizu reflects on her past.

124

27

"Back to Battle City - Part 3""The Respective Opponents"(それぞれの対戦者)

September 3, 2002

May 15, 2004

With the conclusion of the four-way duel, the match-ups for the semi-finals are determined - Joey will duel Marik while Yugi will be facing off against Kaiba.

Marik's duel tactics eat away at Joey's deck and his life points. Joey's comeback strategy, however is hindered by Marik's new monster on Joey's side of the field.

Note: When aired in Japan, it was an hour-long special.

127

30

"The Darkness Returns - Part 3""The Turning of the Tide! Gilford the Lightning"(逆転! 稲妻の戦士)

September 24, 2002

May 22, 2004

With life points dropping and his monsters unable to attack, Joey summons a monster that proves to be his saving grace, prompting Marik to unleash his strongest monster.

128

31

"The Darkness Returns - Part 4""Jonouchi's Death"(城之内死す)

October 8, 2002

May 29, 2004

Despite surviving Marik's onslaught, Joey is weakened by the shadow game's effects and succumbs just as he is about to win the duel. Yugi struggles to find hope after losing his best friend to the Shadow Realm.

The second duel of the semi-finals begins with Yugi dueling Kaiba for the second spot in the grand final and the chance to duel Marik. Kaiba draws Obelisk the Tormentor on his first turn, but Yugi thwarts his attempts to summon it.

130

33

"Clash in the Coliseum - Part 2""The Three God-Summoning Knights"(神を喚よぶ三騎士)

October 22, 2002

June 5, 2004

Kaiba and Yugi compete to summon their Egyptian God Cards to the field, but each is hindered by the other's strategies.

131

34

"Clash in the Coliseum - Part 3""Clash! God vs. God"(激突! 神vs神)

October 29, 2002

June 12, 2004

Kaiba is able to summon his Egyptian god card, Obelisk the Tormentor, to the field, putting it at odds with Yugi's own Slifer the Sky Dragon.

132

35

"Clash in the Coliseum - Part 4""The Inherited Destined Duel"(受け継ぎし運命の決闘)

November 5, 2002

June 19, 2004

With the destruction of both Slifer and Obelisk, Kaiba and Yugi are presented with a vision of the High Priest's legendary battle against the Pharaoh. Kaiba believes this to be a mere illusion, but Yugi knows it is a vision of the past. The duel continues with Kaiba and Yugi attacking with their signature cards.

Note: When aired in Japan, it was a 90-minute-long special.

133

36

"Clash in the Coliseum - Part 5""The Promise to a Friend - Red-Eyes Black Dragon"(友との誓い 真紅眼の黒竜)

November 12, 2002

June 26, 2004

Kaiba gains a lead in the duel when he summons his Blue Eyes Ultimate Dragon. Yugi's hopes of winning come to an end, but receives some encouragement from Joey and stays strong in the game. Menawhile, Joey's dreams and the ongoing duel cause Joey to awake.

Note: When aired in Japan, it was a 90-minute-long special.

134

37

"Clash in the Coliseum - Part 6""Destroy the Hatred! Black Paladin"(憎しみを撃て! ブラックパラディン)

November 19, 2002

July 3, 2004

Kaiba's final move forces the duelists to use only three cards, forcing to use the best cards in the decks to win the duel.

Joey manages to gain one of Kaiba's strongest cards to help him advance in the duel. Meanwhile, Téa - possessed by the good half of Marik's soul - fights Yami Marik for control of the Millennium Rod.

137

40

"Battle for the Bronze - Part 3""The Path to Becoming a True Duelist"(真のデュエリストへの道)

December 17, 2002

July 24, 2004

After defeating Joey and taking third place in the tournament, Kaiba plans to destroy the Duel Tower and bury his past forever. Ishizu and Mokuba convince him otherwise, and he gives Yugi one all-powerful card that could give him a chance to defeat Marik in the final duel.

138

41

"The Final Face Off - Part 1""Final - Yugi vs. Marik"(決勝戦 遊戯vsマリク)

December 24, 2002

July 31, 2004

The final duel of Battle City begins. Marik quickly discards his Winged Dragon of Ra to the graveyard, planning to revive it and transform it into Egyptian God Phoenix. Yugi manages to summon Slifer the Sky Dragon using his three Knights.

139

42

"The Final Face Off - Part 2""Devil's Sanctuary Activates!"(悪魔の聖域発動!)

January 7, 2003

August 14, 2004

Marik uses Ra's Phoenix Mode to destroy Slifer and revives it once again to attack Yugi. Yugi plays the card Kaiba gave him, Fiend's Sanctuary, to stop Marik's attack and summon his second Egyptian God.

140

43

"The Final Face Off - Part 3""The Immortal Wall - God Slime"(不死の壁 ゴッドスライム)

January 14, 2003

August 21, 2004

Marik summons his Egyptian God Slime - an indestructible slime clone of Obelisk the Tormentor. Combined with Jam Defender, God Slime creates an invincible wall protecting Marik's Life Points. Marik's good half possesses Tea again and begs Yugi to destroy him along with his evil side.

141

44

"The Final Face Off - Part 4""Obelisk's Anger - Soul Energy Max"(オベリスクの怒り ソウルエナジーMAX)

January 21, 2003

August 28, 2004

Yugi continues fending off Marik's attacks, holding out until he has the cards he needs to defeat Marik. Finally, he summons Dark Magician and Dark Magician Girl and uses them to activate Ragnarok - a spell card with the ability to destroy all the monsters on Marik's field, including his Winged Dragon of Ra that he fused himself with. (The card actually negates and Banishes all cards Marik controls, at the cost of Banishing all monsters that Yami Yugi has.) But Yami Marik claims that if Ra is destroyed (which will leave the good Marik with only 1 life point), then the good Marik will be too weak to resist the power of the Shadow Realm, and will consequently lose his soul. Then, Odion arrives (although he is still weak), and tells Yami Marik that he has come to release his master (the good Marik), although Yami Marik counters this by saying that Marik's good half is almost completely gone, and that he has come to stay.

142

45

"The Final Face Off - Part 5""Battle City Ends!"(バトルシティ終結!)

January 28, 2003

August 28, 2004

Odion tries to get the good Marik to resist his evil half. As a result, Yami Marik becomes angered, and attacks Odion with the Millennium Rod, which weakens Odion even more. Odion doesn't give up, despite Ishizu's protests. As Marik continues his onslaught (which begins to injure Odion), Odion tells Marik's good side that together, they had conquered his evil have before, and that they could do it again. Then, he tells the good Marik that since Yami Marik was created by the good Marik's hatred, he has the power to destroy him. As Yami Marik raises the Rod to deliever the final blow, the good Marik disappears from the field, and begins fighting against Yami Marik, who struggles for control over Marik's body, and refuses to be defeated. However, Marik's good half stalls Yami Marik long enough for Yugi to activate his spell card. Yugi's Ragnarok spell succeeds in destroying (and removing from play) the Winged Dragon of Ra, allowing the good Marik to regain control of his body. However, a sliver of Yami Marik reappears on the field, although this time, he is the victim. Yami Marik tries to convince the good Marik to help him seize the Millennium Items and rule the world together, but fails. Marik surrenders the duel to Yugi, which sends Yami Marik to the Shadow Realm, ending the Battle City finals. Kaiba then activates the Duel Tower's self-destruct sequence, giving everybody one hour to get off the island before it explodes.

143

46

"One for the Road""The Destruction of Alcatraz"(アルカトラズ炎上)

February 4, 2003

September 4, 2004

Yugi and the gang escape from the island in time, but they are forced to leave Kaiba and Mokuba behind. The brothers get away just as the island explodes using the Blue-Eyes White Jet. Yugi's group heads back to Domino City, where they say their farewells and go their separate ways.

144

47

"Looking Back and Moving Ahead""A Sign"(兆)

February 11, 2003

September 4, 2004

Téa shows Serenity around the city, to all the sites of the important duels of the Battle City Tournament. Téa eventually meets up with Yugi, and they head off for further adventures.

Note: This episode recaps all the events of the Battle City Tournament.